v3.25.2
DEBT
 6 Months Ended
Jun. 30, 2025
Debt Disclosure [Abstract]  
DEBT DEBT
Our debt consists of the following:
AtAt
June 30, 2025December 31, 2024
4.0% Senior Notes due 2026
$346 $346 
3.70% Senior Notes due 2026
86 86 
2.90% Senior Notes due 2027
582 582 
3.375% Senior Notes due 2028
498 498 
3.70% Senior Notes due 2028
497 496 
4.20% Senior Notes due 2029
497 496 
7.875% Senior Debentures due 2030
829 829 
4.95% Senior Notes due 2031
1,233 1,232 
4.20% Senior Notes due 2032
981 980 
5.50% Senior Debentures due 2033
428 428 
4.85% Senior Debentures due 2034
87 87 
6.875% Senior Debentures due 2036
1,073 1,072 
6.75% Senior Debentures due 2037
76 76 
5.90% Senior Notes due 2040
298 298 
4.50% Senior Debentures due 2042
45 45 
4.85% Senior Notes due 2042
490 490 
4.375% Senior Debentures due 2043
1,151 1,146 
4.875% Senior Debentures due 2043
18 18 
5.85% Senior Debentures due 2043
1,235 1,235 
5.25% Senior Debentures due 2044
345 345 
4.90% Senior Notes due 2044
542 542 
4.60% Senior Notes due 2045
591 591 
4.95% Senior Notes due 2050
951 950 
6.25% Junior Subordinated Debentures due 2057
644 644 
6.375% Junior Subordinated Debentures due 2062
990 989 
Obligations under finance leases1 — 
Total debt (a)
14,514 14,501 
Less current portion 346 — 
Total long-term debt, net of current portion$14,168 $14,501 
(a) At June 30, 2025 and December 31, 2024, the senior and junior debt balances included (i) a net unamortized discount of $391 million and $401 million, respectively, and (ii) unamortized deferred financing costs of $72 million and $74 million, respectively. The face value of our total debt was $14.98 billion at both June 30, 2025 and December 31, 2024.
Commercial Paper
At both June 30, 2025 and December 31, 2024, we had no outstanding commercial paper borrowings.

Credit Facility
At June 30, 2025, we had a $3.50 billion revolving credit facility that matures in January 2027 (the “Credit Facility”). The Credit Facility is used for general corporate purposes and to support commercial paper borrowings, if any. We may, at our option, also borrow in certain foreign currencies up to specified limits under the Credit Facility. Borrowing rates under the Credit Facility are determined at the time of each borrowing and are generally based on either the prime rate in the U.S. or an applicable benchmark rate plus a margin (based on our senior unsecured debt rating), depending on the type and tenor of the loans entered into. The benchmark rate for loans denominated in U.S. dollars is Term SOFR, and for loans denominated in euros, sterling and yen is based on
EURIBOR, SONIA and TIBOR, respectively. At June 30, 2025, we had no borrowings outstanding under the Credit Facility and the availability under the Credit Facility was $3.50 billion.

The Credit Facility has one principal financial covenant which sets a maximum Consolidated Total Leverage Ratio (“Leverage Ratio”) at the end of each quarter. The maximum Leverage Ratio was 5.25x for the quarter ended June 30, 2025 and will decrease 0.25x for each subsequent quarter until the quarter ending March 31, 2026 when it will be 4.5x, and will remain at this level until maturity. The Leverage Ratio reflects the ratio of our Consolidated Indebtedness, net of unrestricted cash and cash equivalents at the end of a quarter, to our Consolidated EBITDA (each as defined in the credit agreement) for the trailing twelve-month period. In May 2025, we entered into an amendment to our Credit Facility, which increased the maximum amount of unrestricted cash and cash equivalents that can be netted against Consolidated Indebtedness, in the calculation of the Leverage Ratio, from $1.50 billion to $3.0 billion, effective immediately, and amended the definition of Consolidated EBITDA to include an additional add-back (which is capped at 15% of Consolidated EBITDA after giving effect to such add-back) for cash items associated with provisions for restructuring or other business optimization programs, litigation and environmental reserves and losses on the disposition of businesses. Under the August 2024 amendment to the Credit Facility (which is further described below), the increase to the maximum amount of unrestricted cash and cash equivalents that can be netted against Consolidated Indebtedness would have become operative upon closing of the Transactions. We met the covenant as of June 30, 2025.

The Credit Facility also includes a provision that the occurrence of a change of control of Paramount will be an event of default that would give the lenders the right to accelerate any outstanding loans and terminate their commitments. In August 2024, we entered into amendments to the Credit Facility and our $1.9 billion standby letter of credit facility (see Note 13), which, among other things, revise the change of control provision and related definitions to reflect the ownership structure of Paramount after giving effect to the Transactions and the NAI Transaction. These amendments will only become operative upon closing of the Transactions (see Note 1).

Other Bank Borrowings
At both June 30, 2025 and December 31, 2024, we had no outstanding bank borrowings under Miramax’s $50 million credit facility that matures in November 2025.